Pareto Announces Results of Substantial Issuer Bid

TORONTO, Sept. 17 /CNW/ - Pareto Corporation (TSX: PTO), a leading marketing services company, today announced the results of its "modified Dutch Auction" offer (the "Offer") to purchase for cancellation up to $10,000,000 of its common shares ("Shares"). The Offer expired at 5:00 p.m. (Toronto time) on September 17, 2009.

Based on the final report of the depositary for the Offer, the auction process was over-subscribed with 12,099,345 Shares validly tendered to the Offer. Pursuant to the terms of the Offer, Pareto has determined the Purchase Price to be $0.95 per Share and will purchase for cancellation 10,526,315 Shares for a total cost of $10,000,000. These 10,526,315 Shares represent approximately 24.4% of the total Shares outstanding as of September 16, 2009. After the purchase, approximately 32,584,166 Shares will remain outstanding.

Shares deposited to the Offer at or below $0.95 per Share will be purchased for cancellation at the Purchase Price of $0.95 per Share subject to a proration factor of approximately 95.3% (which is subject to certain limited exceptions described in the offer documentation).

The number of Shares validly tendered to the Offer and the proration factor may be subject to adjustment should shareholders who delivered notices of guaranteed delivery fail to deliver certificates for these Shares within the required time period or should there be any other Shares invalidly tendered. Take-up and payment for all Shares properly deposited and accepted for purchase under the Offer will be made as soon as practicable in compliance with the Offer. Payment for Shares will be made in Canadian dollars (without interest), and otherwise in accordance with the terms of the Offer. The Shares deposited but not purchased, including Shares invalidly deposited, will be returned promptly to the tendering shareholder.

The full details of the Offer are described in Pareto's Offer to Purchase and Issuer Bid Circular dated August 12, 2009, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed by Pareto on SEDAR, and are available at

About Pareto Corporation

Pareto Corporation is a marketing services company that offers marketing execution solutions to leading companies in a broad range of industry sectors. Pareto provides measurable, quantifiable services that complement our clients' marketing and sales departments. For more information, please visit our website at

This press release contains forward-looking statements related to expected future events and financial operating results of Pareto that involve risks and uncertainties. Actual results may differ materially from management expectations as projected in such forward-looking statements for a variety of reasons, including market and general economic conditions and the risks and uncertainties detailed from time to time in Pareto's SEDAR filings.


For further information: For further information: Karen Trudell, Chief Financial Officer, Pareto Corporation, (416) 790-2360; Kerry Shapansky, President and Chief Executive Officer, Pareto Corporation, (416) 790-2350; Glen Williams, Investor Relations, Equicom Group, (416) 815-0700 ext 272

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